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Exhibit 4.7
 CHINA UNICOM LIMITED
 
 (a company incorporated in Hong Kong with limited liability)
 PRE-GLOBAL OFFERING SHARE OPTION SCHEME
 Definitions
 1.1
    
    In the Scheme the following expressions have the following meanings:
 associate
    
    has the meaning ascribed to it in the Listing RulesAuditors
    
    means the auditors for the time being of the Company;Board
    
    means the board of directors from time to time of
the Company or a duly authorised committee thereof;Board Lot
    
    means the board lot in which Shares are traded on
the Stock Exchange from time to time;Companies Ordinance
    
    means the Hong Kong Companies Ordinance (Chapter 32
of the laws of Hong Kong (as amended from time to
time));Company
    
    means China Unicom Limited (CHINESE CHARACTERS), a
company incorporated in Hong Kong with limited
liability;Effective Date
    
    means the date on which the Scheme becomes
unconditional;Effective Options
    
    Options granted pursuant to the Scheme and vested in
the Grantee according to the relevant Vesting
Schedule;Employee
    
    means any employee of the Company or any Subsidiary
including (without limitation) any executive
director in the employment of the Company or any
Subsidiary;financial year
    
    means a year or other period for which the Companys
consolidated accounts are made up;Grantee
    
    means any Employee who accepts the offer of the
grant of any Option in accordance with the terms of
the Scheme or (where the context so permits) a
person who is entitled to exercise any such Option
in consequence of the death of the original Grantee
or, if necessary, in the case of Incapacity, the
Employees legal successors, lawful attorney or
legal representative;HK$
    
    means Hong Kong dollars.
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Incapacity
    
    means permanent and entire incapacity, whether or
not caused during work, as determined in accordance
with the standard formulated by the Company;
 Issue Price
    
    means the final price per Share (exclusive of brokerage and Stock Exchange transaction
levy) to be agreed between the Company, Morgan Stanley Dean Witter Asia Limited and China
International Capital Corporation Limited at which Shares are to be sold under the proposed public
offering of the Shares in Hong Kong;Listing Rules
    
    means the Rules Governing the Listing of
Securities on the Stock ExchangeMandatory Transfer
    
    means a termination of employment by a member
of the Group of a Transferred Personnel;Offer Date
    
    means the date on which an Option is offered
to an Employee;Option
    
    means a right to subscribe for Shares granted
pursuant to the terms of the Scheme;Option Period
    
    means, in respect of any particular Option,
the period to be determined and notified by
the Board to each Grantee during which the
Grantee may exercise such Option in
accordance with the terms of the Scheme.
Such period may commence on a day after the
second anniversary of the Offer Date and in
any event shall end not later than 10 years
from the Offer Date but subject to the
provisions for early termination thereof
contained herein;Scheme
    
    means this share option scheme in its present
form or as amended from time to time (except
that references to the Scheme in Clause 2
shall only refer to the original pre-global
offering share option scheme as adopted on 1
June 2000);Shares
    
    means shares of HK$0.10 each in the share
capital of the Company (or of such other
nominal amount as may result from a
sub-division, consolidation, reclassification
or reconstruction of such share capital from
time to time);Stock Exchange
    
    means The Stock Exchange of Hong Kong Limited;Subscription Price
    
    means the price per Share at which a Grantee
may subscribe for Shares on the exercise of
an Option as described in Clause 5;
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Subsidiary
    
    means a company which is for the time being
and from time to time a subsidiary (within
the meaning of section 2(4) of the Companies
Ordinance) of the Company whether
incorporated in Hong Kong or elsewhere;Transferred Personnel
    
    means such personnel who are transferred due
to reasons which are beyond their control,
and in respect of whom such transfer is
mandatory. This includes a transfer to
entities outside the Group which is initiated
by the central government of the Peoples
Republic of China. All the other personnel
who are transferred shall not be regarded as
Transferred Personnel but will be regarded
as a personnel who has left the service, and
will be treated in accordance with Clause
6.3(a) of this Scheme. The Board shall be
responsible for the determination of the
Transferred Personnel; andVesting Schedule
    
    means the arrangement whereby Options granted
at a particular time can be exercised in one
lot or in batches in accordance with a
pre-determined timetable as set out in the
relevant grant letter.
    Conditions
  Duration and Administration
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Grant of Option
      Subscription Price
  Exercise of Options
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(a)
    
    in the event of the Grantee ceasing to be an Employee for any reason other than his death,
retirement, Incapacity, Mandatory Transfer or on one or more of the grounds specified in
Clause 7(d) leading to a lapse of the Option, the Grantee may exercise all the Effective
Options granted to him at the date of cessation of his employment or office (to the extent not
already exercised) on the date of such cessation, which date shall be the last actual working
day with the Company or the relevant Subsidiary whether salary is paid in lieu of notice or
not. All the Effective Options which have not been exercised on the date of cessation of
employment will lapse automatically on the date immediately after such cessation and such
Options shall in no circumstances be exercisable. For the avoidance of doubt, a Grantee does
not cease to be an Employee only for the reason of an internal transfer to a Subsidiary;(b)
    
    in the event of the death of the original Grantee and none of the events under Clause 7(d)
has occurred, all the Options granted to the Grantee shall be vested in the Grantee
automatically on the date of death, and the lawful successors of the Grantee shall be entitled
within anytime from the date of death to the earlier of (i) 12 months after the date of death
and (ii) the end of the Option Period to exercise all the Options in full (to the extent not
already exercised). Any such Options which are not exercised within the 12-month period (or
before the end of the Option Period, whichever is earlier) shall lapse automatically. The
legal successors to the above Options shall be limited to legal representatives of the
deceased Grantee or persons who are entitled to inherit the rights of exercise of the deceased
Grantee under this Scheme by will or by law of succession;(c)
    
    if a general offer (whether by way of take-over offer, share repurchase offer or scheme of
arrangement or otherwise in like manner) is made to all the holders of Shares (or all such
holders other than the offeror and/or any person controlled by the offeror and/or any person
acting in association or in concert with the offeror) the Company shall use its best
endeavours to procure that
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such offer is extended to all the Grantees (on the same terms mutatis mutandis, and
assuming that they will become, by the exercise in full of the Options granted to them,
shareholders of the Company). If such offer, having been approved in accordance with
applicable laws and regulatory requirements becomes or is declared unconditional, the
Grantee shall be entitled to exercise the Option in full (to the extent not already
exercised) at any time within 21 days after the date on which such general offer becomes or
is declared unconditional;
 (d)
    
    in the event of an effective resolution being passed for the voluntary winding-up of the
Company or an order of Court is made for the winding-up of the Company, the Grantee may by
notice in writing to the Company within 21 days after the date of such resolution elect to be
treated as if the Option (to the extent not already exercised) had been exercised immediately
before the passing of such resolution either to its full extent or to the extent specified in
the notice, such notice to be accompanied by a remittance for the full amount of the aggregate
Subscription Price for the Shares in respect of which the notice is given, whereupon the
Grantee will be entitled to receive out of the assets available in the liquidation pari passu
with the holders of Shares such sum as would have been received in respect of the Shares the
subject of such election;(e)
    
    if, pursuant to the Companies Ordinance, a compromise or arrangement between the Company and
its members or creditors is proposed for the purposes of or in connection with a scheme for
the reconstruction of the Company or its amalgamation with any other company or companies, the
Company shall give notice thereof to all Grantees (together with a notice of the existence of
the provisions of this Clause) on the same date as it despatches to each member or creditor of
the Company a notice summoning the meeting to consider such a compromise or arrangement, and
thereupon each Grantee shall be entitled to exercise all or any of his Options in whole or in
part at any time prior to 12 noon on the day immediately preceding the date of the meeting
directed to be convened by the Court for the purposes of considering such compromise or
arrangement. With effect from the date of such meeting, the rights of all Grantees to
exercise their respective Options shall forthwith be suspended. Upon such compromise or
arrangement becoming effective, all Options shall, to the extent that they have not been
exercised, lapse and determine. The Board shall endeavour to procure that the Shares issued
as a result of the exercise of Options under this Clause 6.3(e) shall for the purposes of such
compromise or arrangement form part of the issued share capital of the Company on the
effective date thereof and that such Shares shall in all respects be subject to such
compromise or arrangement. If for any reason such compromise or arrangement is not approved
by the Court (whether upon the terms presented to the Court or upon any other terms as may be
approved by such Court) the rights of Grantees to exercise their respective Options shall with
effect from the date of the making of the order by the Court be restored in full and shall
thereupon become exercisable (but subject to the other terms of the Scheme) as if such
compromise or arrangement had not been proposed by the Company and no claim shall lie
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against the Company or any of its officers for any loss or damage sustained by any Grantee
as a result of the aforesaid suspension;
 (f)
    
    in the event of the retirement or Incapacity of the Grantee and none of the events under
Clause 7(d) has occurred, all the Options granted to the Grantee shall continue to vest in the
Grantee according to the relevant Vesting Schedule, and the Grantee may exercise all Effective
Options vested in him according to the Vesting Schedule within the Option Period; and(g)
    
    in the event of a Mandatory Transfer and none of the events under Clause 7(d) has occurred:
 (i)
    
    the Transferred Personnel may exercise all Effective Options vested in him on
or before the date of the Mandatory Transfer (which date shall be the last actual
working day of the Transferred Personnel with the relevant member of the Group whether
salary is paid in lieu of notice or not); and(ii)
    
    in relation to Options granted to the Transferred Personnel which have not
vested in him on or before the date of the Mandatory Transfer (Unvested Options), the
Board shall have the right to vest such number of Unvested Options in the Transferred
Personnel (Effective Unvested Options) on the date of the Mandatory Transfer as the
Board may decide in its absolute discretion.
 The Transferred Personnel may exercise all the Effective Options (to the extent not already
exercised) and the Effective Unvested Options at any time from the date of the Mandatory
Transfer to the earlier of (i) 12 months after the date of the Mandatory Transfer and (ii)
the end of the Option Period. All the Options which are not Effective Options or not
Effective Unvested Options will lapse automatically on the date immediately after the date
of such Mandatory Transfer. All the Effective Options and Effective Unvested Options which
have not been exercised by the expiry of the 12-month period or the Option Period
(whichever is earlier), shall lapse automatically.
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Lapse of Option
  (a)
    
    the expiry of the Option Period;(b)
    
    the expiry of any of the periods referred to in Clause 6.3 (a), (b), (c), (e) and (g);(c)
    
    subject to Clause 6.3(d), the date of the commencement of the winding- up of the Company (as
determined in accordance with the Companies Ordinance);(d)
    
    the date on which the Board resolves that the Option of the Grantee shall lapse and not be
exercisable as a result of the Grantee ceasing to be an Employee by reason of the summary
termination of his employment on any one or more of the grounds that he has been guilty of
misconduct, or has been convicted of any criminal offence involving his integrity or honesty.
A resolution of the Board or the board of directors of the relevant Subsidiary to the effect
that the employment of a Grantee has or has not been terminated on one or more of the grounds
specified in this Clause 7(d) shall be conclusive for the purpose of determining whether the
employment of the Grantee will be terminated; or(e)
    
    the date on which the Grantee commits a breach of Clause 6.1.
 Maximum number of Shares available for Subscription
 8.1(a) The maximum number of Shares in respect of which Options may be granted under the Scheme
shall not exceed 27,116,600.
   Cancellation
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Reorganisation of Capital Structure
  (a)
    
    the number or nominal amount of Shares, the subject matter of the Option (insofar as it is
unexercised); and/or(b)
    
    the aggregate number of Shares subject to outstanding Options; and/or(c)
    
    the Subscription Price; and/or(d)
    
    the method of exercise of the Option,
   Share Capital
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Disputes
   (a)
    
    The appointing authority shall be the Hong Kong International Arbitration Centre (HKIAC).(b)
    
    The place of arbitration shall be in Hong Kong at the HKIAC.(c)
    
    There shall be only one arbitrator.(d)
    
    The language(s) to be used in the arbitral proceedings shall be English.
 Alteration of the Scheme
    Termination
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Miscellaneous
     th
  (a)
    
    by the Company shall be deemed to have been served 24 hours after the same was put in the
post; and(b)
    
    by the Grantee shall not be deemed to have been received until the same shall have been
received by the Company.
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CONTENTS
 Clause
    
    
    
    Page1.
    
    Definitions
    
    
    12.
    
    Conditions
    
    
    33.
    
    Duration and Administration
    
    
    34.
    
    Grant of Option
    
    
    45.
    
    Subscription Price
    
    
    46.
    
    Exercise of Options
    
    
    47.
    
    Lapse of Option
    
    
    88.
    
    Maximum number of Shares available for Subscription
    
    
    89.
    
    Cancellation
    
    
    810.
    
    Reorganisation of Capital Structure
    
    
    911.
    
    Share Capital
    
    
    912.
    
    Disputes
    
    
    1013.
    
    Alteration of the Scheme
    
    
    1014.
    
    Termination
    
    
    1015.
    
    Miscellaneous
    
    
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ADOPTED BY ORDINARY RESOLUTION
OF THE COMPANY ON 1 JUNE 2000 AND
AMENDED BY ORDINARY RESOLUTION
OF THE COMPANY ON 13 MAY 2002
AND ON 11 MAY 2007
 CHINA UNICOM LIMITED
 
 (a company incorporated in Hong Kong with limited liability)
 PRE-GLOBAL OFFERING SHARE OPTION SCHEME